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HomeMy WebLinkAbout2013-068 Council Resolution• STATE OF MINNESOTA COUNTY OF ANOKA CITY OF LINO LAKES I, the undersigned, being the duly qualified and acting City Clerk of the City of Lino Lakes, Minnesota (the "City "), hereby certify that I have carefully compared the attached and foregoing extract of minutes of a regular meeting of the City Council of the City held on Tuesday, May 28, 2013, with the original minutes on file in my office and the extract is a full, true and correct copy of the minutes, insofar as they relate to the issuance and sale of the City's Taxable General Obligation Improvement Bonds, Series 2013A, in the approximate aggregate principal amount of $615,000. WITNESS My hand as City Clerk and the corporate seal of the City this day of , 2013. (SEAL) 424543v1 SJB LN140 -110 City Clerk City of Lino Lakes, Minnesota • • Extract of Minutes of Meeting of the City Council of the City of Lino Lakes, Anoka County, Minnesota Pursuant to due call and notice thereof a regular meeting of the City Council of the City of Lino Lakes, Anoka County, Minnesota, was held at the City Hall in the City on Tuesday, May 28, 2013, commencing at 6 :30 P.M. The following members of the Council were present: Roeser, Rafferty, Stoesz, O'Donnell, Reinert and the following were absent: none * ** * ** * ** Member Roeser introduced the following written resolution, the reading of which was dispensed with by unanimous consent, and moved its adoption: 424543v1 SJB LN140 -110 • • RESOLUTION NO. 13 -68 RESOLUTION PROVIDING FOR THE ISSUANCE AND SALE OF TAXABLE GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2013A, IN THE APPROXIMATE PRINCIPAL AMOUNT OF $615,000 BE IT RESOLVED By the City Council of the City of Lino Lakes, Anoka County, Minnesota (the "City ") as follows: 1. Authorization. It is hereby determined that: (a) Certain assessable public improvements, including the Otter Lake Road Extension in the City (the "Improvements "), have been duly ordered pursuant to the provisions of the home rule charter of the City (the "City Charter ") and Minnesota Statutes, Chapters 429 and 475, as amended (collectively, the "Act "). (b) The Improvements are located within Area No. 2 (Main Street), as defined in Section 8.07, subdivision 2 of the City Charter; therefore, the financing of these Improvements is primarily governed by the Act rather than the special provisions under Chapter VIII of the City Charter. (c) It is necessary and expedient to the sound financial management of the affairs of the City to issue its Taxable General Obligation Improvement Bonds, Series 2013A (the "Bonds "), in the approximate aggregate principal amount of $615,000 pursuant to the City Charter and the Act to provide financing for the Improvements. (d) The City is authorized by Section 475.60, subdivision 2(6) of the Act to negotiate the sale of the Bonds, it being determined that, on the advice of Kennedy & Graven, Chartered, as bond counsel, interest on the Bonds cannot be represented to be excluded from gross income for purposes of federal income taxation. 2. Sale of Bonds. To provide financing for the Improvements, the City will therefore issue and sell the Bonds in the amount of $607,620. To provide in part the additional interest required to market the Bonds at this time, additional Bonds will be issued in the amount of $7,380. The excess of the purchase price of the Bonds over the sum of $607,620 will be credited to the debt service fund for the Bonds for the purpose of paying interest first coming due on the additional Bonds. The amounts cited above are subject to adjustment in accordance with the official Terms of Proposal (the "Terms of Proposal "). The Bonds will be issued, sold and delivered in accordance with the Terms of Proposal attached hereto as EXHIBIT A. 3. Authority of Financial Advisor. Springsted Incorporated is authorized and directed to negotiate the Bonds on behalf of the City in accordance with the Terms of Proposal. The City Council will meet at 6:30 P.M. on Monday, June 24, 2013, to consider proposals on the Bonds and take any other appropriate action with respect to the Bonds. 4. Authority of Bond Counsel. The law firm of Kennedy & Graven, Chartered, as bond counsel for the City, is authorized to act as bond counsel and to assist in the preparation and review of necessary documents, certificates and instruments relating to the Bonds. The officers, employees and 424543v1 SJB LN140 -110 2 • • agents of the City are hereby authorized to assist Kennedy & Graven, Chartered in the preparation of such documents, certificates, and instruments. 5. Official Statement. In connection with the sale of the Bonds, the officers or employees of the City are authorized and directed to cooperate with Springsted Incorporated and participate in the preparation of an official statement for the Bonds and to execute and deliver it on behalf of the City upon its completion. 424543v1 SJB LN140 -110 (The remainder of this page is intentionally left blank.) 3 • • • Adopted by the Council of the City of Lino Lakes this 28th day of May, 2013. The motion for the adoption of the foregoing resolution was introduced by Council Member Roeser and was duly seconded by Council Member Rafferty and upon vote being taken thereon, the following voted in favor thereof: Roeser, Rafferty, O'Donnell, Stoesz, Reinert The following voted against same: none ATTEST: u i. e Bartell, City Clerr • 424543v1 SJB LN140 -110 EXHIBIT A TERMS OF PROPOSAL A -1 • THE CITY HAS AUTHORIZED SPRINGSTED INCORPORATED TO NEGOTIATE THIS ISSUE ON ITS BEHALF. PROPOSALS WILL BE RECEIVED ON THE FOLLOWING BASIS: • TERMS OF PROPOSAL $615,000* CITY OF LINO LAKES, MINNESOTA TAXABLE GENERAL OBLIGATION IMPROVEMENT BONDS, SERIES 2013A (BOOK ENTRY ONLY) Proposals for the Bonds and the Good Faith Deposit ( "Deposit ") will be received on Monday, June 24, 2013, until 10:00 A.M., Central Time, at the offices of Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota, after which time proposals will be opened and tabulated. Consideration for award of the Bonds will be by the City Council at 6:30 P.M., Central Time, of the same day. SUBMISSION OF PROPOSALS Springsted will assume no liability for the inability of the bidder to reach Springsted prior to the time of sale specified above. All bidders are advised that each Proposal shall be deemed to constitute a contract between the bidder and the City to purchase the Bonds regardless of the manner in which the Proposal is submitted. (a) Sealed Bidding. Proposals may be submitted in a sealed envelope or by fax (651) 223 -3046 to Springsted. Signed Proposals, without final price or coupons, may be submitted to Springsted prior to the time of sale. The bidder shall be responsible for submitting to Springsted the final Proposal price and coupons, by telephone (651) 223 -3000 or fax (651) 223 -3046 for inclusion in the submitted Proposal. OR (b) Electronic Bidding. Notice is hereby given that electronic proposals will be received via PARITY'. For purposes of the electronic bidding process, the time as maintained by PARITY® shall constitute the official time with respect to all Bids submitted to PARITY®. Each bidder shall be solely responsible for making necessary arrangements to access PARITY® for purposes of submitting its electronic Bid in a timely manner and in compliance with the requirements of the Terms of Proposal. Neither the City, its agents nor PARITY shall have any duty or obligation to undertake registration to bid for any prospective bidder or to provide or ensure electronic access to any qualified prospective bidder, and neither the City, its agents nor PARITY® shall be responsible for a bidder's failure to register to bid or for any failure in the proper operation of, or have any liability for any delays or interruptions of or any damages caused by the services of PARITY. The City is using the services of PARITY® solely as a communication mechanism to conduct the electronic bidding for the Bonds, and PARITY® is not an agent of the City. If any provisions of this Terms of Proposal conflict with information provided by PARITY®, this Terms of Proposal shall control. Further information about PARITY®, including any fee charged, may be obtained from: Preliminary; subject to change. 424543v1 SJB LN140 -110 A -2 PARITY®, 1359 Broadway, 2nd Floor, New York, New York 10018 • Customer Support: (212) 849 -5000 DETAILS OF THE BONDS The Bonds will be dated July 15, 2013, as the date of original issue, and will bear interest payable on February 1 and August 1 of each year, commencing February 1, 2014. Interest will be computed on the basis of a 360 -day year of twelve 30 -day months. The Bonds will mature February 1 in the years and amounts* as follows: 2015 $60,000 2018 $60,000 2021 $60,000 2023 $65,000 2016 $60,000 2019 $60,000 2022 $65,000 2024 $65,000 2017 $60,000 2020 $60,000 * The City reserves the right, after proposals are opened and prior to award, to increase or reduce the principal amount of the Bonds or the amount of any maturity in multiples of $5,000. In the event the amount of any maturity is modified, the aggregate purchase price will be adjusted to result in the same gross spread per $1,000 of Bonds as that of the original proposal. Gross spread is the differential between the price paid to the City for the new issue and the prices at which the securities are initially offered to the investing public. Proposals for the Bonds may contain a maturity schedule providing for a combination of serial bonds and term bonds. All term bonds shall be subject to mandatory sinking fund redemption at a price of par plus accrued interest to the date of redemption scheduled to conform to the maturity schedule set forth above. In order to designate term bonds, the proposal must specify "Years of Term Maturities" in the spaces provided on the Proposal form. BOOK ENTRY SYSTEM The Bonds will be issued by means of a book entry system with no physical distribution of Bonds made to the public. The Bonds will be issued in fully registered form and one Bond, representing the aggregate principal amount of the Bonds maturing in each year, will be registered in the name of Cede & Co. as nominee of The Depository Trust Company ( "DTC "), New York, New York, which will act as securities depository of the Bonds. Individual purchases of the Bonds may be made in the principal amount of $5,000 or any multiple thereof of a single maturity through book entries made on the books and records of DTC and its participants. Principal and interest are payable by the registrar to DTC or its nominee as registered owner of the Bonds. Transfer of principal and interest payments to participants of DTC will be the responsibility of DTC; transfer of principal and interest payments to beneficial owners by participants will be the responsibility of such participants and other nominees of beneficial owners. The purchaser, as a condition of delivery of the Bonds, will be required to deposit the Bonds with DTC. REGISTRAR The City will name the registrar which shall be subject to applicable SEC regulations. The City will pay for the services of the registrar. OPTIONAL REDEMPTION The Bonds will not be subject to payment in advance of their respective stated maturity dates. A -3 424543v1 SJB LN140 -110 • SECURITY AND PURPOSE The Bonds will be general obligations of the City for which the City will pledge its full faith and credit and power to levy direct general ad valorem taxes. In addition, the City will pledge special assessments against benefited properties. The proceeds will be used to finance various improvements within the City. TAXABILITY OF INTEREST The interest to be paid on the Bonds is includable in gross income of the recipient for United States and State of Minnesota income tax purposes, and is subject to Minnesota Corporate and bank excise taxes measured by net income. BIDDING PARAMETERS Proposals shall be for not less than $607,620 plus accrued interest, if any, on the total principal amount of the Bonds. No proposal can be withdrawn or amended after the time set for receiving proposals unless the meeting of the City scheduled for award of the Bonds is adjourned, recessed, or continued to another date without award of the Bonds having been made. Rates shall be in integral multiples of 1/100 or 1/8 of 1 %. The initial price to the public for each maturity must be 98.0% or greater. Bonds of the same maturity shall bear a single rate from the date of the Bonds to the date of maturity. No conditional proposals will be accepted. GOOD FAITH DEPOSIT Proposals, regardless of method of submission, shall be accompanied by a Deposit in the amount of $6,150, in the form of a certified or cashier's check, a wire transfer, or Financial Surety Bond and delivered to Springsted Incorporated prior to the time proposals will be opened. Each bidder shall be solely responsible for the timely delivery of their Deposit whether by check, wire transfer or Financial Surety Bond. Neither the City nor Springsted Incorporated have any liability for delays in the transmission of the Deposit. Any Deposit made by certified or cashier's check should be made payable to the City and delivered to Springsted Incorporated, 380 Jackson Street, Suite 300, St. Paul, Minnesota 55101. Any Deposit sent via wire transfer should be sent to Springsted Incorporated as the City's agent according to the following instructions: Wells Fargo Bank, N.A., San Francisco, CA 94104 ABA #121000248 for credit to Springsted Incorporated, Account #635- 5007954 Ref: Lino Lakes, MN Series 2013A Good Faith Deposit Contemporaneously with such wire transfer, the bidder shall send an e-mail to bond services(a�springsted.com, including the following information; (i) indication that a wire transfer has been made, (ii) the amount of the wire transfer, (iii) the issue to which it applies, and (iv) the return wire instructions if such bidder is not awarded the Bonds. Any Deposit made by the successful bidder by check or wire transfer will be delivered to the City following the award of the Bonds. Any Deposit made by check or wire transfer by an unsuccessful bidder will be returned to such bidder following City action relative to an award of the Bonds. 424543v1 SJB LN140 -110 A -4 • • If a Financial Surety Bond is used, it must be from an insurance company licensed to issue such a bond in the State of Minnesota and pre- approved by the City. Such bond must be submitted to Springsted Incorporated prior to the opening of the proposals. The Financial Surety Bond must identify each underwriter whose Deposit is guaranteed by such Financial Surety Bond. If the Bonds are awarded to an underwriter using a Financial Surety Bond, then that underwriter is required to submit its Deposit to the City in the form of a certified or cashier's check or wire transfer as instructed by Springsted Incorporated not later than 3:30 P.M., Central Time on the next business day following the award. If such Deposit is not received by that time, the Financial Surety Bond may be drawn by the City to satisfy the Deposit requirement. The Deposit received from the purchaser, the amount of which will be deducted at settlement, will be deposited by the City and no interest will accrue to the purchaser. In the event the purchaser fails to comply with the accepted proposal, said amount will be retained by the City. AWARD The Bonds will be awarded on the basis of the lowest interest rate to be determined on a true interest cost (TIC) basis calculated on the proposal prior to any adjustment made by the City. The City's computation of the interest rate of each proposal, in accordance with customary practice, will be controlling. The City will reserve the right to: (i) waive non - substantive informalities of any proposal or of matters relating to the receipt of proposals and award of the Bonds, (ii) reject all proposals without cause, and (iii) reject any proposal that the City determines to have failed to comply with the terms herein. CUSIP NUMBERS If the Bonds qualify for assignment of CUSIP numbers such numbers will be printed on the Bonds, but neither the failure to print such numbers on any Bond nor any error with respect thereto will constitute cause for failure or refusal by the purchaser to accept delivery of the Bonds. The CUSIP Service Bureau charge for the assignment of CUSIP identification numbers shall be paid by the purchaser. SETTLEMENT Within 40 days following the date of their award, the Bonds will be delivered without cost to the purchaser through DTC in New York, New York. Delivery will be subject to receipt by the purchaser of an approving legal opinion of Kennedy & Graven, Chartered of Minneapolis, Minnesota, and of customary closing papers, including a no- litigation certificate. On the date of settlement, payment for the Bonds shall be made in federal, or equivalent, funds that shall be received at the offices of the City or its designee not later than 12:00 Noon, Central Time. Unless compliance with the terms of payment for the Bonds has been made impossible by action of the City, or its agents, the purchaser shall be liable to the City for any Toss suffered by the City by reason of the purchaser's non - compliance with said terms for payment. CONTINUING DISCLOSURE Participating underwriters need not comply with the continuing disclosure requirements of Rule 15c2 -12 promulgated by the Securities and Exchange Commission under the Securities Exchange Act of 1934 (the "Rule "), because the offering is in a principal amount less than $1,000,000. The City will enter into a Continuing Disclosure Certificate pursuant to which it will • covenant to provide certain financial information or operating data that is customarily prepared and is publicly available and notices of certain material events to the limited extent required by 424543v1 SJB LN140 -110 A -5 SEC Rule 15c2- 12(d)(2). The Continuing Disclosure Certificate will be set forth in the Official Statement. OFFICIAL STATEMENT The City has authorized the preparation of an Official Statement containing pertinent information relative to the Bonds, and said Official Statement will serve as a nearly final Official Statement within the meaning of Rule 15c2 -12 of the Securities and Exchange Commission. For copies of the Official Statement or for any additional information prior to sale, any prospective purchaser is referred to the Financial Advisor to the City, Springsted Incorporated, 380 Jackson Street, Suite 300, Saint Paul, Minnesota 55101, telephone (651) 223 -3000. The Official Statement, when further supplemented by an addendum or addenda specifying the maturity dates, principal amounts and interest rates of the Bonds, together with any other information required by law, shall constitute a "Final Official Statement" of the City with respect to the Bonds, as that term is defined in Rule 15c2 -12. By awarding the Bonds to any underwriter or underwriting syndicate submitting a proposal therefor, the City agrees that, no more than seven business days after the date of such award, it shall provide without cost to the senior managing underwriter of the syndicate to which the Bonds are awarded up to 25 copies of the Official Statement and the addendum or addenda described above. The City designates the senior managing underwriter of the syndicate to which the Bonds are awarded as its agent for purposes of distributing copies of the Final Official Statement to each Participating Underwriter. Any underwriter delivering a proposal with respect to the Bonds agrees thereby that if its proposal is accepted by the City (i) it shall accept such designation and (ii) it shall enter into a contractual relationship with all Participating Underwriters of the Bonds for purposes of assuring the receipt by each such Participating Underwriter of the Final Official Statement. 40 Dated May 28, 2013 BY ORDER OF THE CITY COUNCIL • 424543v1 SJB LN140 -110 A -6 /s/ Julie Bartell City Clerk